CPRS District 2 Bylaws
- ARTICLE I
Name & Purpose
1.01 Name. The California Park & Recreation Society is a California nonprofit mutual benefit corporation. The name of the corporation is CALIFORNIA PARK & RECREATION SOCIETY. The District name shall be District 2 of the California Park & Recreation Society.
1.02 Purpose. The purpose of the California Park & Recreation Society is to advance the profession of the administration of recreation, parks, and community services; to provide educational opportunities to recreation, parks, and community services personnel; to engage in research to advance the recreation, parks, and community services profession; to disseminate information affecting recreation, parks, and community services in California; and to engage in state and federal advocacy efforts that support and enhance parks and recreation.
1.03 Purpose and Function of District 2. The purpose and function of District 2 shall be:
1. Provide educational opportunities to members
2. Provide networking opportunities to members
3. Perpetuate the profession through leadership development
4. Support CPRS public policy programs & initiatives
1.04 Objectives. Objectives of District II shall be consistent with those of the California Park and Recreation Society. Emphasis shall be upon growth of the District through improvement of professional standards, programs, techniques, and district-wide events.
Bylaws & Amendments
2.01 District and Section bylaws must be in conformance with Society bylaws at all times.
2.02 Any bylaw change that may materially impact the members will be reviewed and approved by the State Board of Directors prior to submitting them to the District membership for approval. The District 2 representative must present proposed changes to the CPRS Secretary-Treasurer. The Secretary-Treasurer will review the proposed change(s) and present District 2 bylaws to the State Board of Directors for their approval.
ARTICLE III Membership 3.01 Qualifications for Voting Membership. Only members in good standing of the California Park & Recreation Society holding membership within District 2 shall be able to vote or hold office in that District.
3.02 Member Liability. No member of the Society shall be personally or otherwise liable for any of the debts or obligations of the Society.
3.03 Geography. Living within, or holding employment within the geographical boundaries of this District shall further determine membership eligibility.
ARTICLE IV Board and Officers 4.01 Composition of the District 2 Board of Directors. Minimal requirements for a District Board to be considered viable is a total of seven (7) officers and one (1) representative from each of the duly recognized District 2 sections of Students, Educators, Administrators, Park Operations, Aging, Therapeutic, Aquatics, and Supervisors, and any subsequently recognized section.. Officers are considered:
1 Past President
1 Vice President of Communications
1 Vice President of Finance
1 Vice President of Programming
1 Vice President of Public Relations
The Section Representative positions shall be determined by the District 2 Board with the approval of the District members in accordance with these bylaws.
4.02 Legislative Representative. The District President may appoint a Legislative Representative. If none is appointed it shall be the responsibility of the President to serve as that representative.
4.03 Terms of Office. The term of office for the district officers shall be two years effective the date of installation, which shall be held during the month of March, except the President Elect who shall be elected each year and serve one year each as President Elect, President and Past President.
4.04 Officers’ Obligation to Attend All Meetings. It shall be the duty of all officers to attend all board meetings. A Board member with two (2) unexcused from meetings of the Board is considered to have vacated the position of office and the Board will move forward with filling the vacancy. It shall be the responsibility of the District 2 President to notify the Board member by telephone followed by a letter stating they have been removed from the Board office due to failure to notify the Board of their absence from two (2) meetings.
4.04.1 Vacant Positions. When the Board of Directors has declared an office vacant, the Board may appoint to fill said vacancy, with the exception of President. The President Elect shall move into the vacant office of President for the time remaining and then continue with a full term of office.
4.04.2 When the office of the President Elect or Past President becomes vacant, the Board may appoint to fill said vacancy with an appointment of a member at large to serve out the remainder of the year and assume full responsibilities of said office. The office of President shall be filled at the next general election by a vote of the general membership.
4.04.3 Excused Absences. A Board member who is ill or who is temporarily incapacitated may receive an excused absence directly from the President. The Board members must notify the District President in writing, three (3) business days prior to the meeting to receiving an excused absence. Board members shall be allowed to miss no more than a total of three (3) Board meetings during his/her term.
4.05 Meeting by Conference Telephone. Members of the Board may participate in a meeting through use of conference telephone as long as each member participating in the meeting can communicate with all of the other members concurrently.
4.06 Meeting by Other Electronic Means. Members of the Board may only participate in a meeting through use of electronic transmission by and to the corporation by complying with Sections 20, 21 and 7211 of the California Corporations Code or any revisions to those sections.
4.07 Election of Officers. Election of officers shall be by vote of the qualified members of the Society and in accordance with procedures set forth in these Bylaws. After one year of serving as President Elect, that officer shall progress to the office of President.
4.08 Duties of the Officers. The officers perform those duties that are usual to their positions and that are assigned to them by the Board, including those duties that are set forth in the District job description or Resource Manual. In addition, the President serves as Chair of the Board and shall preside at board meeting, the President Elect acts in place of the President when the President is not available; and the Vice President of Finance is the Chief Financial Officer of District 2.
1. Serves on the District Board of Directors.
2. Presides at meetings of the Board of Directors and of the District.
3. Prepares agenda for the Board of Directors meetings and business meetings for the District.
4. Represents the membership at the District level.
5. Serves ex‑officio on all District committees.
6. Submits annual District budget parameters for Board of Directors approval.
7. Is responsible to the Board of Directors for the actions of all officers, representatives and committees.
8. Prepares the annual District 2 Calendar with the assistance of the entire board. Each board member will assist in finding chairpersons for District events.
9. In cooperation with the Past President and Vice President of Finance, submits the annual report to the Board of Directors and the California Park & Recreation Society Office.
10. Attends the annual scholarship breakfast during the California & Pacific Southwest Recreation & Park Training Conference, presenting the District 2 scholarship as awarded by the state scholarship committee.
4.08.2 President Elect
1. Serves on District Board of Directors.
2. Presides and serves in absence of the President.
3. Appoints the chairperson and serves as member of the Awards and Scholarship Committee.
4. Upon taking office, reviews with the incoming Vice President of Finance, the yearly audit.
5. Coordinates the annual District 2 Conference Reception.
4.08.3 Past President
1. Serves on District Board of Directors
2. Serves as Chairperson of the District Nomination and Election Committee.
3. Serves as Parliamentarian.
4. Serves as Chairperson of the Bylaws Committee.
5. In cooperation with the President and Vice President of Finance, submits the annual report to the Board of Directors and CPRS office.
6. Serves as Chairperson of the Membership Committee.
7. Keeps informed on needs and opinions of District members and interprets these needs to the State Board via the Region I Representative.
4.08.4 Vice President of Communications
1. Serves on the District Board of Directors.
2. Keeps official minutes of business of the Board of Directors and the District.
3. Records all official correspondence for District 2 and Board of Directors.
4. Reports Board actions to the Vice President of Public Relations for publication to membership.
5. Serves as District Historian and maintains files at CPRS Headquarters.
6. Updates the District 2 Agency Directory annually.
4.08.5 Vice President of Finance
1. Serves on the District Board of Directors.
2. Serves as Chairperson of Finance and Chief Financial Officer.
3. Receives and deposits into District II bank accounts, all District 2 funds.
4. Makes monthly financial reports to Board of Directors and District membership, makes available monthly copies of bank account statements, and copies of each month's cancelled checks at each Board Meeting.
5. Does not expend any District 2 funds unless so directed by the Board and only by check co-signed by the President, President Elect, or Vice President Communications.
6. In cooperation with the President and Past President prepares and submits the yearly audit to the Board of Directors and the California Park & Recreation Society Office.
4.08.6 Vice President of Programming
1. Serves on the District Board of Directors.
2. Shall secure and submit completed program proposals for approval by the Board.
3. Shall recruit and appoint program chairpersons as directed by the Board, ensuring all procedures are followed as stated in the Program Planning guidelines.
4. Serves as liaison to Section Representatives coordinating section activities.
5. Chairs the annual Awards and Installation Banquet Committee.
4.08.7 Vice President of Public Relations
1. Serves on the District Board of Directors.
2. Serves as editor of the District 2 publication.
3. Serves as Chairperson of the District 2 Public Relations Committee.
4. Compiles and distributes the annual District 2 calendar.
5. Serves as a clearinghouse for dissemination of information regarding Board and Section activities.
6. Maintains the District’s display board.
7. Maintains the District’s Web Site.
4.09 Section Representatives. In order for a special interest group to be recognized as a District section, the group must meet the following criteria:
A. Be recognized as a State Society Section (except the student section representative).
B. Present a petition to the District 2 Board of Directors calling for recognition. Said petition shall contain the signatures of no less than fifty percent (50 %) of the state section members living within the boundaries of District 2.
C. The term of office for the Section Representatives shall be two years
effective the date of installation. Section Representative Duties:
1. Serves on District Board of Directors as the respective section representative.
2. Shall be a member of the Membership Committee.
3. Shall be responsible for coordinating section institutes, workshops and other activities.
4. Provides information to the respective section on Board activities.
5. Provides District 2 Board with information on Section activities
6. Submits articles for each issue of the District’s newsletter on section activities.
4.10 Qualifications. To serve as officer on the Board, each member must be a current voting member of CPRS.
4.11 In conformance with Internal Revenue Service (IRS) requirements, the District must annually submit an annual financial report for the period May 1st through April 30th to the CPRS headquarters office. This report must be received by May 31st.
4.12 The State Board of Directors Regional Representative shall serve as an ex-officio member of their assigned District boards and shall receive all communications as a standing Board member.
ARTICLE V Meetings 5.01 Meeting of the District Board of Directors. There shall be at least three (3) meetings of the District Board annually preferably once per month. Special meetings of the membership may be called by action of the Board of Directors.
5.02 Annual Meeting. There shall be at least one (1) general membership meeting within the District determined by the Board.
ARTICLE VI Committees & Task Forces 6.01 Establishment of Committees & Task Forces. The Board of Directors may establish committees and/or task forces to which it may delegate various governance or programmatic functions including but not limited to education, networking, finance, audit, communications, scholarship, or nominations and elections.
6.01.1 Nomination and Election Committee - The chairperson shall be the Past President. The President with the approval of the Board of Directors shall appoint the members. The committee:
A. Provides a slate of candidates for offices of the District and submits it in accordance with the procedure as set forth under Article VIII of the Bylaws.
B. Is responsible for the tabulation of all official ballots.
6.01.2 Membership Committee - The committee consists of the Past President, serving as chairperson, the section representatives, and those members who are, from time to time, appointed by the chairperson.
A. Stimulates interest in the Society through the District and solicits new members.
B. Maintains current District membership list.
6.01.3 General Membership Meeting Committee - The committee shall consist of the chairperson, who is the President and members appointed by the chairperson. The committee:
A. Plans and presents programs for the District membership meetings.
B. Sends out notices for each District General Membership meeting.
6.01.4 Awards and Scholarship Committee – The committee shall consist of the chairperson, who is appointed by the President Elect, the President Elect, and other members appointed by the chairperson.
6.01.5 Other Committees – The Bylaws Committee, Public Relations Committee, Finance Committee, and other such committees as may be deemed necessary in the interest of the District shall meet as necessary. The President, with approval of the Board of Directors, shall appoint members of those committees.
ARTICLE VII Elections 7.01 Nominating and Election Committee. The Nominating and Election Committee shall each year notify the entire membership of the District at least sixty (60) days before the CPRS annual conference inviting suggestions for nomination for officers and members at large. Elections must coincide with the State CPRS Elections and have installed new Board members before May 1 of each year.
7.02 Board Approval of Slate. The Nominating and Election Committee shall submit in writing, the slate of candidates for District Board approval. Candidates must give written consent to their nomination.
7.03 Ballots. The President, or their designee, shall have prepared and submitted to each member qualified to vote, not later than thirty (30) days before the CPRS conference, a written ballot carrying the names of candidates, provided that there is more than one candidate running for at least one of the available positions. Names shall be listed on the ballot in alphabetical order. Below the names of the candidates for each office a blank line shall be provided for a write‑in candidate. A notation on the ballot shall specify the day by which the ballot is to be returned to the Nominating and Election Committee which shall be at least fourteen (14) days prior to the CPRS conference.
7.04 Voting by Other Electronic Means. CPRS reserves the right to allow voting by electronic means only when it is deemed appropriate and at a time when CPRS has the capacity to do so. Upon approval by the State Board of Directors, members may only vote through use of electronic transmission by and to the corporation by complying with Sections 20, 21 and 7510(f) of the California Corporations Code or any revisions to those sections.
7.05 Tabulation of the Votes. It shall be the duty of the District Nominating and Election Committee to select at least two members who are not current candidates to count the votes. The person receiving the highest number of votes for each office shall be declared elected. Results of the election shall be ratified by the District Board of Directors at their next scheduled meeting. Ballots received after the specified deadline shall be unopened discarded.
7.06 Tie-Breaker. In the event of a tie, the Nominating and Election Committee shall report this to the District Board of Directors at their next scheduled meeting. A vote of that Board of Directors will be taken by secret ballot at this meeting to determine the successful candidate.
7.07 Voting. Election of officers and representatives shall be by a simple majority of those voting. All voters must be qualified members of District 2 as set forth in these bylaws. Ballots shall be opened and tabulated by the Nomination and Election Committee Chairperson and two other committee members by February 15 each year.
7.07.1 . Results of the election shall be submitted to the Board of Directors of District 2 by March 1st and subsequently submitted by the outgoing President to the State Headquarters of the California Park and Recreation Society.
7.07.2 The outgoing President shall notify the newly elected Board of their election prior to the CPRS conference.
7.08 If only one candidate’s name is submitted for each of the available offices sixty (60) days before the CPRS annual conference, the following procedures shall become effective.
A. Each candidate shall be considered the “candidate-elect” for his/her respective position. The candidate-elect of each of the available Board positions shall be compiled into a “slate of presented candidates.”
B. The membership shall be notified of the “slate of presented candidates” by fax, e-mail, or publication in the District’s newsletter.
C. The membership shall have 15 days from notification/publication to file a written objection to the slate of presented candidates. Objections shall be filed with the Past President.
D. If ten (10) or more objections are received, then elections will be held as described in Section 7.07, with the dates listed delayed by 15 days.
E. If nine (9) or fewer objections are received, the “slate of presented candidates” shall be considered “duly elected” to their respective positions.
7.09 Qualifications for President Elect. Two years experience in an elected capacity at the state, region, district, or section level, or as a chair of a state committee or task force.
ARTICLE VIII Policies & Procedures 8.01 Policies & Procedures. The District 2 Board of Directors may adopt, by majority vote of the Board, policies or procedures which govern the District.
ARTICLE IX Quorum 9.01 Board of Directors. Quorum for meetings of the District Board of Directors shall be three (3).
9.02 Members. A Quorum for a General Membership Meeting shall be those District 2 members present.
ARTICLE X Parliamentary Authority 10.01 Parliamentary Authority. The current edition of Sturgis, The Standard Code of Parliamentary Procedure, governs this organization in all parliamentary situations that are not provided for in the law or in its charter, bylaws, or adopted rules.
ARTICLE XI Amendments 11.01 Amendment. These Bylaws may be amended by a simple majority vote of the responses received by qualified members. This vote may be conducted by mail and/or email, a special meeting called by the President or Board or by members present and voting at any general meeting, providing at least ten (10) days notice of such amendment is given in writing to the members entitled to vote.
11.02 Any changes made by the California Park and Recreation Society, that affect these Bylaws shall automatically apply herein
ARTICLE XII Indemnification & Insurance 12.01 Indemnification. To the fullest extent permitted by law, this corporation shall indemnify and defend its directors, officers, employees, and other persons described in Section 7237 (a) of the California Corporations Code, including persons formerly occupying any such position, against all expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred by them in connection with any “proceeding,” as that term is used in that Section and including an action by or in the right of the corporation, by reason of the fact that the person is or was a person described in that Section. “Expenses,” as used in these Bylaws shall have the same meaning as in Section 7237 (a) of the California Corporation Code.
12.02 Insurance. CPRS shall have the right to purchase and maintain insurance to the full extent permitted by law on behalf of its agents against any liability asserted against or incurred by the agent in such capacity arising out of the agent’s status as such.
Bylaws Board of Directors approved June 3, 2009
Bylaws adopted May 24, 1957.
Bylaws amended: October 1963, March 1969, November 1972, January 1979, October 1980, September 1983, November 1985, December 1986, November 1992, October 1986, June 1990, April 1996, December 2001. May 7, 2003, September 9, 2005.